Exhibit 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the use in this Amendment No. 3 to Registration Statement No. 333-209131 on Form S-1 of our report dated March 1, 2016, with respect to the consolidated financial statements as of and for the years ended December 31, 2015 and 2014 of XG Sciences, Inc. which appears in such Registration Statement.
We also consent to the reference to us under the heading “Experts” in such Registration Statement.
/s/ Frazier & Deeter, LLC
Frazier & Deeter, LLC
Tampa, Florida
April 5, 2016